Ultimate Carnage
by trashnoodle
Summary: An AU based around the Episode Carnage: Goblin kidnaps Peter and turns him into Carnage, ordering the now transformed teen to attack his former teammates, but it goes wrong...faced with the truth about Spider-Man's identity Harry takes on the the role of New York's web slinging hero. But being Spider-Man can prove difficult, especially since Carnage is his new opponent.
1. Chapter One: Carnage

In a lab where a teen lay strapped to an iron table, the Goblin didn't wait for him to wake up, instead he started to prepare for his subject. His face broke into a wide grin, he'd been waiting so long for the opportunity and here it was.

His son...

Movement caught his eye as he saw Peter awake, tugging on his restraints even though there was no way he could get free.

"Ah, welcome home son."

Peter looked at him with wide eyes as he once again started to struggle, "what are you doing? Let me go!" Pausing as he fully processed Goblin's words, "did you just say son?"

Goblin sighed in satisfaction, "the son I've always wanted," he grinned as he ran his fingers over the syringe in his hands, "Harry and I share a few recessive genes but nothing more, you're smarter...more driven, and as a wimpy defenceless kid, you appreciate power. You can be a greater creation than the late, great Spiderman."

Peter grunted as he tried to get free of his restraints once again, to no avail, he winced as Goblin injected him with the writhing red symbiote. Peter looked up at him, fear clearly shining in his eyes.

"What did you just put in me?" Peter demanded, "What am I going to turn into?" He went quiet, as if multiple scenarios were running through his mind.

Goblin watched as thin black tendrils began to wrap around the boys body, "just an old family recipe, help you grow big...strong."

Peter was completely covered in the venom now, and Goblin's mouth stretched into a grin, but his smile faded as strange red splotches began to appear on his body, Peter was screaming underneath the black mass as he went through the painful transformation, spikes protruded from his figure as he let out another cry of pain. Once again Goblin was smiling, this was a change, something different.

Soon the pained cries of Peter Parker became the inhuman shrieks of a symbiote. Red washed over him as a jagged mouth appeared, the transformed teen let out a deafening scream and tore the restraints right off. Once free, the symbiote ran across the lab, black tendrils extending and ripping a shelf on the wall, then he turned to the hexagonal screens and tore one right down. Goblin watched with keen interest.

Until the symbiote turned on him, ready as the creature swung its fist he laughed and shocked it.

"Obey symbiote!" He roared.

The creature crouched low on all fours, chest pumping as the black tendrils covering its body throbbed like veins. It waited eagerly.

Goblin gazed at his new son in awe, maybe hard to control but that was nothing he couldn't fix.

"Look at the absolute carnage you've wrought," Goblin paused liking the way the name rolled off his tongue, "Carnage? I like it!"

On the screen before him, to his dismay he saw Spiderman, walking free from the wreckage of the building that had collapsed earlier, and his team. Goblin's eyes narrowed.

"Still alive? NO!" He crushed the screen with one step, "find them, rip them to shreds, bring me Spiderman, then you can be part of the family!"

Carnage's white orbs widened but he turned round and with another shriek, swung out of the window.

* * *

Harry gazed out the window, almost jumping out of his skin when Nick Fury, head of SHIELD started talking to him once again.

"You said he took the Parker boy, any idea why?"

Harry shrugged, "I don't know, but he was after Pete specifically, it's like I wasn't even there..." He sighed dejectedly.

Fury was saying something about SHIELD protocol but Harry's ears went numb. His father had kidnapped his best friend, to what advantage? Why did Peter need to be dragged into this? What did Peter have that he didn't?

"...SHIELD will do what we can..."

Then movement outside caught Harry's eye. Something red was zipping through the buildings, at first Harry thought it was Spiderman, but once it came closer...

"What...what is that?"

"You okay kid?"

Fury must've seen what he was seeing because his eyes narrowed.

"See, problem solved."

"How many costumes does he have?"

"That's not Spiderman."

"Who else travels by web," Powerman paused, "the symbiote!"

Harry's heart stopped, "venom?"

No time to react, the window was smashed and Harry saw a black tendril catch a column and it collapsed creating a thick screen of dust, the building was filled with inhuman shrieks as the guards surrounding the place one by one were taken out.

The dust cleared and Nick Fury was lifted up into the air, he shot at the creature but missed each time, another shriek and Fury was thrown into the door behind them and knocked unconscious.

"That is not venom!" Powerman said.

"It is the symbiote but..." Harry got a good look and his eyes widened as he came to the realisation, "no, PETE!"

**(I suck at fight sequences, and besides, I can't remember it all exactly!)**

After taking each member of the team, the creature held Nova by its tendrils, extending a claw it slowly brought the boy down, ready to rip him apart.

"Stop!" Harry yelled.

The creature froze, looked at him and threw Nova aside, it then turned on him.

"I said stop!" Harry growled as the black tendrils were an inch away from his face, "you know me, we're venom, we have a bond!" The boy insisted.

Instead of freeing Peter and rejoining with him the symbiotes eyes seemed to harden as its mouth grew into a wider smirk, and that was when Harry got a sick feeling in his stomach. Why hadn't it worked?

The symbiote looked as if were trying to say something, its strange sounds turned into words that Harry soon understood.

"W...we...are...C...Carnage!"


	2. Chapter Two: The Goblin Arrives

White orbs gleaming, black claws twitching, the creature parted his jaws and cried out for all the world to hear.

The startled teen in front of them drew backwards, the former confidence had now been replaced with fear, Carnage liked the fear, the scent was strong and it made the creature draw closer.

His smile widened if that was even possible.

"Peter...please" the teenager begged, reaching out a hand. Carnage stared at in disgust, letting out a snarl as he reached for the hand, the auburn haired teenager stumbled back in surprise as claws cut across his skin, blood poured from the wound, just the sight of blood made the creature go wild with glee.

The bugs that Carnage had defeated earlier with ease were slowly getting back up, even that man with the one eye was staggering to his feet by the door, clutching his head in agony.

"Do you really think it's him?" Asked Nova who was now rubbing his shoulder, watching Carnage very careful as the red and black symbiote stayed frozen in place, Harry moved backwards slowly, eyes set on the creature before him.

"Seriously Nova, Peter goes missing and then all of a sudden this thing turns up, obviously some little pet project of Goblins-"

Goblin. That name made Carnage burn. He hated the name. It disgusted him. That ugly green monster had hurt him. Forced him to go after these bugs and to what avail? The teens watched as Carnage hissed, claws raking across the ground in anger.

"Don't think he's too keen on the Goblin"

Hissing in dismay, Carnage jumped away from them. He had to return. No matter how much at this moment he hated that monster, he had come for one thing, and one thing only.

"Ssssspider..."

"What's he saying?" Asked the white one.

"Ssssspider..." he repeated, edging towards them with its claws extended.

"I'm confused"

Carnage narrowed his white eyes and parted his jaws in a silent scream, then he drew himself up to full height and spoke clear as day. Startling the group before him.

"Spider-Man"

* * *

Never had Goblin been so overjoyed to have a new son, unlike Harry this one wasn't weak, so Carnage was a little too destructive but Goblin knew he had authority. As time passed and there was still no sign of him Goblin began to worry, he regretted his choice of sending the transformed teen out on that mission so soon after he'd been created.

He'd come back. With or without Spider-Man and Goblin didn't mind, as long as he had his son and more time to develop his skills that was fine with him.

More time passed and Goblin came to the decision that he'd have to get Carnage back himself, hoping nothing had happened to the symbiote before he arrived. Setting on his gliders Goblin drifted through the sky, grin widening as he saw the Osborn tower up ahead.

The windows had been smashed, the columns torn down, dust and debris still hung in the air as Goblin entered. Relief flooded through him as he saw Carnage crouched low on the ground, hissing.

"Now now son, that's enough damage for one day!" Goblin boomed, the group of heroes, plus a terrified Harry turning to the place where he had entered from. The room was a complete mess, and Goblin looked at Carnage affectionately as the symbiote took a small cautious step towards him.

He looked afraid, he'd failed his mission and he was afraid that his failure would result in a shock from Goblin.

"Alright Goblin," White Tiger snarled, "we can take you too!"

Goblin chuckled quietly to himself, "it seems you've already been beaten, can't handle my latest addition to the family?"

Carnage perked at this, white eyes widening as he drew himself closer to to Goblin.

"You're sick!" Harry spat, hatred flashing in his eyes. Goblin grinned, noticing he was clutching his arm as it dripped with blood. He needed to work on a few things with Carnage. He hummed, soon he'd have the perfect family.

"As much as it's been a pleasure to be welcomed here, I think my son and I should leave, things to do," he paused, "Carnage!"

Carnage let out a faint hiss as he glanced back at Harry who stared in utter shock, he snapped at him and hurtled past Goblin and into the city. Goblin shrugged.

"Teenagers"

Then he left.

Following Carnage through the city Goblin couldn't wait until his new son reached his full potential. When that day came, the city would be theirs, and Harry would regret the day he refused to join their family.

Goblin's grin widened, for now he needed to focus on Carnage and getting his son ready.

It was going to be beautiful.

* * *

**The second chapter is FINALLY out! Sorry its late, I meant to publish this ages ago but I've been really busy with school and exam stuff, it'll be over by next week so hopefully I'll be able to update more frequently!**


	3. Chapter Three: Identity Crisis

Harry watched with wide, terrified eyes as his father and... What had formerly been his best friend left the building. He scrunched up his eyes, not only to prevent his tears from falling, but at the pain in his bloodied hand. Thinking back on it, it hadn't really hurt at the time when the symbiote had done it, but now it was stinging madly.

Peter was gone, his father was gone again, what else would be added to the list of unfortunate events he was forced to cope with? Harry almost scoffed, something was bound to come up knowing his terrible luck.

The team of heroes were back on their feet at this point, and White Tiger was coming towards him, her hand outstretched, Harry grumbled but took her hand and was lifted back up to his feet.

"Your hand doesn't look too bad," Iron Fist reassured, "it'll heal with time."

"Could've been a lot worse!" Powerman muttered, folding his arms and leaning back against a tattered bookshelf. Harry looked around, it was completely wrecked, books everywhere, debris collapsing onto the floor, he knew this would take a lot of explanation and a lot of money to fix. Shrugging, he remembered he was the rich son of a CEO.

Or, at least he _was_ the son of a rich CEO turned psycho Goblin creature.

"Are you okay Harry?" White Tiger asked, her voice softer than usual as she put a comforting hand on the boys shoulder. Harry wished he could say yes, that everything was fine, but with all that had happened today, he doubt he'd ever be fine.

Not until Peter was back safe... If he ever came back at all.

But what got Harry's thoughts stirring most of all, was the ultimate question, where was Spiderman in all of this? Wasn't he and his little band of heroes everywhere trouble was? Harry snorted, some hero Spiderman was.

"Not really," he admitted, "but hey- what can you do?" He tried to sound lighthearted, but his words seemed to fail and slurred together, sighing, he turned away and stared at the shattered window before him. Frowning, he said, "so, where's Spiderman? Isn't he supposed to protect us?" He said the words mockingly, which just earned a slow exchange of glances from the group of heroes.

"It's- it's complicated Harry" White Tiger replied, her voice dropping, she seemed sad, or from what Harry could tell that is. She looked defeated, scared, sad-

"Where's Spiderman?" Harry repeated, this time an edge to his tone.

Powerman glanced at Nova and sighed, "he deserves to know!" He said, his voice dropping into a low whisper that Harry could just about hear.

Harry suddenly started to feel panic flare up inside, "what? What do I deserve to know?" He demanded, feeling scared, why should he be scared? What, was Spiderman dead or something? Why should he care? The panic only worsened at that thought, _god_ is _Spiderman dead?_

"Well...under these circumstances I feel that the best thing to do is... Tell him the truth" said Iron Fist.

"Harry," White Tiger made him look at her, "there's something you should know"

"What?"

"Spiderman has been compromised, and we wouldn't tell you this unless-" Nova trailed off, he just looked back at Iron Fist for help, the latter did so, stepping forward and immediately taking charge.

"Peter is Spiderman"

Three words, who knew that three little words could break someone's mind? Harry just found himself numb with shock, Peter, Peter Parker was Spiderman? Wall crawling menace as dubbed by J Jonah Jameson, _Puny_ Parker was hero Spiderman?

He found himself laughing, and he couldn't stop, he was shaking, he wiped the beads of sweat off his forehead and just smiled at the team. "Peter? Spiderman? Yeah sure, thanks for trying to cheer me up but you can go now!"

Harry mentally scoffed, how gullible did they think he was? Peter, his best friend who usually told him everything, all his deepest, darkest secrets, Spiderman. The one person who ruined Harry's life, the one person Harry detested more than anything else. Spiderman.

"Harry, this isn't a joke. You want proof? Here." Nova threw something both soft and hard at Harry's chest, the latter caught it, gazed down at it confused before realising that he was now holding Peter's backpack.

Red fabric was poking out from inside, intrigued, Harry slowly undid the zipper, dreading what he may find inside.

And sure enough, he was soon pulling out the red and blue suit that belonged to Spiderman.

Definitely not cosplay, this suit seemed too genuine to be purchased from a clothing store, it was smooth and clearly hand stitched. Harry knew Peter liked to sew- shaking his head, he was struck with the realisation. The heroes weren't lying. This was clearly not a prank. This was real.

Peter was Spiderman, Spiderman was Peter- Harry didn't know, he was too numb with shock to even process his own thoughts. All this time, Peter had been Spiderman, and all this time he had refused to tell his own best friend the truth. Harry found himself trembling, he drew in a couple of shaky breaths, thinking back to all those times that Spiderman- no. _Peter_ had ruined his life.

"Why didn't he tell me?" Harry demanded, his voice low, breaking with each word. He hated it.

"You have to understand, he couldn't, for his and your own safety!" White Tiger insisted, yet again trying to comfort Harry.

He just pulled away, "what, did he not trust me? Was I not worthy enough to know the identity of Spiderman?" He turned to glare at each of them, "I bet he told all of you, didn't he?"

All four heroes just looked to the floor, Harry opened his mouth to say another thing but was stopped when Nick Fury came hobbling towards them, a stern look in his single eye which was directed at Harry. And suddenly, Harry didn't feel so tough anymore, all the anger that he'd previously felt vanished in an instant when this man came up to him.

_He's so heckin' big,_ Harry thought slowly, he stopped himself, he needed to focus, there must have been a reason why Peter never told him his identity! A reason why he didn't trust him- Harry stepped backwards when Nick Fury cleared his throat, respecting the taller man.

"Parker had his reasons for not telling you his identity," Fury said, "and now that The Green Goblin has taken him, it's only a matter of time before he finds out too." He started pacing, which was something Harry knew Fury usually did. If he'd told Peter to keep his identity a secret, Harry could understand why he listened, this man looked strong enough to break you like a toothpick. He swallowed hard, shaking that image out of his head.

"But if Peter's Spiderman and he's gone...won't people get suspicious?" Harry inquired tentatively. Fury gave him another stern look, but it soon softened as he realised that Harry was in fact right. If Peter Parker was reported missing, and Spiderman was nowhere to be found, no doubt people would start getting suspicious.

"You're right," Fury continued, "and that's why in the meantime, _you_ are going to be Spiderman."


	4. Chapter Four

As soon as Goblin stepped foot inside the lab Carnage went into a fit of rage, Goblin was content as the symbiote took out its anger, but the content was short lived as soon as his _ son _turned on him again.

Instead of attacking him, the symbiote just stared at him, with its wide white orbs, waiting.

A couple of heartbeats passed, and finally Goblin let out a sigh. "It was foolish of me to send you out there, Carnage," the symbiote stared cluelessly at him as he went on, "you weren't ready, and obviously Spider-Man wasn't with SHIELD today…" he trailed off, lost in thought.

The symbiote twitched a claw, but that was the only response Goblin got out of him.

"But no matter," Goblin said with glee, pushing it aside, "I can settle to see Spider-Man's destruction for another time!" Pausing, he gazed at the symbiote thoughtfully, "there are a few kinks I need to work out…" he knew his _ son _ wasn't quite ready. Maybe a few tweaks on the symbiote would work? Obviously by the sound of the creature's pained shrieks he could tell that somewhere inside _ Peter _was having some sort of wild react to the bonding. It was a long process and Goblin knew it took time and patience to perfect. But he didn't have time. All he needed was a few drops of Peter Parker's blood to fuse with the symbiote.

Peter's body seemed to reject the symbiote. But the symbiote was relentless. Goblin had forced a bond between the two resulting in an unstable creature. If he waited any longer to work on it, Carnage might turn against him for _ real _next time. And there would be no stopping that rampage when it came.

Goblin's expression changed from one of thoughtfulness, to complete insanity as he advanced towards the symbiote.

Carnage must have sensed the change in his creators expression as he backed away fearfully.

"Don't worry my _ son _, this won't hurt a bit…"

* * *

_ Peter _ woke up in the lab sometime later, strapped to the very same table as before, he squinted, trying to recall the events of today.

Harry. His team. Carnage! He shifted in his restraints, he'd hurt his team. He'd hurt _ Harry. _All Peter could think about now was the auburn haired boy, was he okay? He didn't hurt him that badly did he?

He looked around warily, fortunately for him, Goblin was nowhere to be seen. He heaved a sigh, waiting.

Waiting for what? Peter didn't know. He started to wonder, where was the symbiote? The absence of _ Carnage _was unnerving. So was the presence. With the symbiotes constant thoughts of ripping, killing and blood. And the pain that came with it. He'd tried too hard to reject the bonding process but the symbiote had fought back twice as hard. What did Goblin think would happen? Mess around and stick some freaky crap back into his blood? Part of him felt anger at that, Goblin was crazy, and he wouldn't stop until he got what he wanted. What did he want?

Surely it couldn't _ just _be the perfect embodiment of a son? Was Carnage what he really just wanted all along? Why wasn't Harry enough for him?

Peter shuddered, remembering Harry's horrified expression from before. Maybe he could find a way out. _ Before _Goblin got back-

Peter probably jinxed himself, because at that very moment Goblin stalked into the lab, a strange look in his eyes.

And it didn't make Peter feel good.

Goblin shook his head, as if he were disappointed. "My, my. Peter keeping secrets are we?" He questioned, a menacing glint in his eyes.

Peter, still drowsy from whatever Goblin had knocked him out with, just stared at him in response. _ What the heck is he talking about? _He asked himself.

"Of course, I never would have considered you!" Goblin laughed.

"What...are you talking about?" Peter finally asked aloud, his voice rough and scratchy, probably from all the shrieking…

Goblin gave him an amused look as he stepped closer towards Peter. His grin was extremely unsettling.

"You know what I'm talking about, _ Spider-Man _." His yellow eyes narrowed.

Peter's heart sank. Looks like the cat was out of the bag. Or rather, the spider out of the web. Because Goblin knew his secret identity, and without a shadow of doubt, Peter knew this was bad…

Aunt May… His friends… Shield… They were all in danger!

Peter couldn't bring himself to say anything after this. He couldn't. He was too ashamed. So he let Goblin go on.

"I took a sample of your blood earlier to test with the symbiote, and I must tell you, I was surprised when I found an exact match of Spider-Man's DNA. But then of course...it hit me, _ you _ were the boy who had been bitten by the Spider, and all this time I thought…" Goblin trailed off, "and to think I was going to _ destroy _ Spider-Man for everything that he'd done, but how can I now? After all, you are my _ son _."

"I'm not your son!" Peter spat, "Harry is!"

"Harry is nothing but disappointment, that's all he'll ever be!" Goblin roared, "but you Peter…" his voice softened, "just think, now I can make you into a better version of yourself…"

Peter's heart dropped. _ He's not going to kill me...but...he's going to make me hurt innocent people, I can't let that happen! _He thought.

Suddenly, the restraints loosened and Peter fell free. He collapsed to his knees, still weak from before. He looked up at Goblin, eyes full of a mixture of fear and fury.

"You can do what you want to me, I don't care," he seethed, "just leave my friends and family out of it!"

Goblin's eyes filled with delight, "of course," his lips curved into a menacing smile, "I made a few modifications to the symbiote after fusing it with your blood, you're an interesting specimen Peter, but an even better son…"

The sound of glass breaking behind him brought Peter back to his senses, snapping his head towards the noise. The red and black mass was moving quickly towards him, and Peter barely had any time to react before it latched onto his leg and slowly made its way up his body.

Once again the red washed over Peter as the burning sensation filled him, and he was lost to the darkness of his own mind.

_ Harry… I'm so sorry… _

* * *

When Harry woke up the following morning, he begged that the events that had transpired earlier were nothing more than a dream. But to his disappointment they weren't.

Peter, his _ best friend _was Spider-Man. The guy who'd ruined his life countless times was his best friend! And now his best friend was playing replacement son to his sorry excuse for a father.

Harry rolled over to see the superhero Nova staring down at him, grinning under the mask. "Y'know you look like a baby when you sleep." He teased. Harry's lips twitched downwards into a frown as he sat up.

"How did Peter cope with you?" He grumbled, running a hand through his messy auburn hair.

Nova just shrugged, "he didn't, in fact I'm pretty sure he hated me." He smiled again, as if he were reliving some good memories.

Harry smiled. Content with his answer. Why content? Honestly he didn't know why.

Only now did Harry get a good look at the room he was in. He half expected to be in his own room back at Oscorp tower, but remembered what Fury had said last night. He'd been compromised, Pet— Carnage or Goblin could find him there, so they'd given him a room in the Tricarrier.

Unfortunately for him, he did have to share with a bunch of superheroes for the moment. He noticed that White Tiger was waiting by the door, her arms folded across her chest patiently.

"Get dressed and we'll meet you outside," Nova smiled again and Harry resisted the urge to punch him, "after that it's training time!"

Training? Was that fair? Harry didn't actually _ have _powers. The only times where he'd felt powerful was with the venom symbiote- he shuddered, shaking that thought out of his head. He didn't need that memory right now…

When Nova and White Tiger left, Harry glanced at the bundle of clothes left on the end of his bed. It was Peter's suit. The one he was supposed to wear until they got him back. _ If they got him back… _ He lifted it up in his hands and smiled sadly, every detail was so perfect… Had Peter actually made this himself?

Harry realized it had also been washed (thank God) and he quickly dressed into it, pulling the mask over his face. Wow it smelt like fresh lemons… Harry shook his head again, he needed to focus. He opened the door and sure enough White Tiger was still waiting for him, she looked him over and nodded once.

"Perfect fit."

"Yeah…" Harry trailed off, obviously not very happy at it. He remained silent the whole way through the Tricarrier. Occasionally Nova would attempt to strike up conversation, Harry knew better than to be annoyed, he was probably having a hard time too right now.

_ I wonder how Peter is right now? _Harry wondered.

Soon enough they entered a large open space and Harry gazed in awe, yet somewhat dreading what would happen next. He was young, inexperienced, surely they'd pummel him to the ground!

Powerman and Iron Fist were waiting for them to arrive. Iron Fist stepped forward first. While Powerman crossed his arms and remained silent where he was.

"Before we begin, you have to trust us." White Tiger spoke from beside him. So quiet that Harry almost jumped.

"We're going to show you who we really are under the mask. Remember, you cannot tell anyone. It would put everyone else in danger." Iron Fist said softly and Harry knew what he meant. The reason why Peter had kept his identity a secret for so long.

Harry nodded, "I promise I won't tell anyone."

The four heroes glanced at each other before nodding. And one by one, they took off their masks.

* * *

Ah yes it's been a while hasn't it? January? Yeah I apologize for lack of updates, stuff happened in between then and I lost the motivation to continue this for a while. But now, I'm back and with a new chapter! I hope you guys enjoyed it and I promise I'll try to update a lot sooner! Until next time! (I published this chapter on ao3 yesterday and completely forgot to publish it here, oof-)  
~Jai


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